Global Diversified Marketing Group Inc., Form 10-K, fiscal year ended December 31, 2021

Summary

Global Diversified Marketing Group Inc.'s annual report on Form 10-K for the fiscal year ended December 31, 2021, filed with the U.S. Securities and Exchange Commission. The cover page reports a market value of $1,736,591 for common equity owned by non-affiliates on June 30, 2021 and 14,488,256 shares of common stock outstanding as of March 11, 2022. Item 1 states that the company was incorporated on December 1, 2017 in Delaware as Dense Forest Acquisition Corporation, and that on November 26, 2018 it acquired Global Diversified Holdings, Inc., a New York company in the snack and gourmet food business, from Paul Adler. The report is signed by its directors on March 14, 2022.

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UNITED
STATES

SECURITIES
AND EXCHANGE COMMISSION

Washington,
D.C. 20549

FORM 10-K

(Mark
One)

☒ | ANNUAL
REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For
the fiscal year ended December 31 , 2021

☐ | TRANSITION
REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For
the transition period from to

Commissions
file number 000-55889

GLOBAL
DIVERSIFIED MARKETING GROUP INC.

(Exact
name of registrant as specified in its charter)

Delaware | 82-3707673
(State
or other jurisdiction of incorporation
or organization) | (I.R.S.
Employer Identification
No.)

4042
Austin Boulevard , Suite B Island Park , New York 11558

(Address
of principal executive offices) (zip code)

Registrant’s
telephone number, including area code 800 - 500-5996

Securities
registered pursuant to Section 12(b) of the Act:

Title
of each class | Trading Symbol(s) | Name
of each exchange on
which registered
None | N/A | N/A

Securities
registered pursuant to Section 12(g) of the Exchange Act:

Common
Stock, $.0001 par value per share

(Title
of class)

Indicate
by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act

☐ Yes ☒ No

Indicate
by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.

☐ Yes ☒ No

Indicate
by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange
Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2)
has been subject to such filing requirements for the past 90 days.

☒ Yes ☐ No

Indicate
by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted and posted pursuant
to Rule 405 of Regulation S-T (Section 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant
was required to submit and post such files).

☒ Yes ☐ No

Indicate
by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (Section 229.405 of this chapter) is not contained
herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated
by reference in Part III of this Form 10-K or any amendment to this Form 10-K.

☒ Yes ☐ No

Indicate
by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting
company. See the definitions of “large accelerated filer”, “accelerated filer”, “non-accelerated filer”,
and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

Large
Accelerated filer ☐ | Accelerated
filer ☐
Non-accelerated
filer ☐ | Smaller
reporting company ☒
Emerging
growth company ☒

If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying
with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate
by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

☐ Yes
☒ No

The
aggregate market value of the voting and non-voting common equity held by non-affiliates computed by reference to the price at which
the common equity was last sold, or the average bid and asked price of such common equity, as of the last business day of the registrant’s
most recently completed second fiscal quarter was $ 1,736,591 on June 30, 2021

As
of March 11, 2022, there were 14,488,256 shares of the registrant’s common stock
outstanding.

DOCUMENTS
INCORPORATED BY REFERENCE

None

FORM 10-K

FOR THE YEAR ENDED DECEMBER 31, 2021

TABLE
OF CONTENTS

FORWARD-LOOKING
STATEMENTS

This
Annual Report contains forward-looking statements. Such forward-looking statements include, among others, those statements including
the words “believes”, “anticipates”, “expects”, “intends”, “estimates”, “plans”
and words of similar import. Such forward-looking statements involve known and unknown risks, uncertainties and other factors that may
cause our actual results, performance or achievements, or industry results, to be materially different from any future results, performance
or achievements expressed or implied by such forward-looking statements.

Forward-looking
statements are based on our current expectations and assumptions regarding our business, potential target businesses, the economy, and
other future conditions. Because forward-looking statements relate to the future, by their nature, they are subject to inherent uncertainties,
risks and changes in circumstances that are difficult to predict. Our actual results may differ materially from those contemplated by
the forward-looking statements. We caution you therefore that you should not rely on any of these forward-looking statements as statements
of historical fact or as guarantees or assurances of future performance. Important factors that could cause actual results to differ
materially from those in the forward-looking statements include without limitation, risks related
to general economic and business conditions; our ability to continue as a going concern; our ability to obtain financing necessary to
operate our business; our limited operating history; our ability to recruit and retain qualified personnel; our ability to manage any
future growth; our ability to research and successfully develop our planned products; our ability to successfully complete potential
acquisitions and collaborative arrangements; and changes in the political and regulatory environment and in business and fiscal
conditions in the United States and overseas. These risks and others described under the section “ Risk Factors ” below
are not exhaustive.

All
forward-looking statements speak only as of the date of this Annual Report. Except to the extent required by law, we undertake no obligation
to update or revise any forward-looking statements, or other information contained herein, whether as a result of new information, future
events, a change in events, conditions, circumstances or assumptions underlying such statements, or otherwise. We caution you therefore
that you should not rely on any of these forward-looking statements as statements of historical fact or as guarantees or assurances of
future performance.

All
references in this Annual Report to the “Company”, “we”, “us”, or “our”, are to Global
Diversified Marketing Group Inc., a Delaware corporation, its wholly-owned subsidiary, Global Diversified
Holdings, Inc., described below.

PART
I

Item
1. | Business

Overview

Global
Diversified Marketing Group Inc. (the “Company”) was incorporated on December 1, 2017 as a Delaware corporation under the
name “Dense Forest Acquisition Corporation,” and became subject to the Exchange Act reporting requirements by filing a Form
10 Registration Statement with the SEC on January 19, 2018. On June 13, 2018, the Company effected a change in control with (i) the resignation
of the then-officers and directors, (ii) the contribution back to the Company of 19,500,000 shares of the 20,000,000 outstanding shares
of its Common Stock by these former directors and officers, and (iii) the appointment of Paul Adler as the new director and officer of
the Company. In connection thereof, on June 13, 2018, the Company filed a Certificate of Amendment to its Certificate of Incorporation
with the Delaware Secretary of State, changing the name of the Company to “Global Diversified Marketing Group Inc.” On June
14, 2018, the Company issued 12,500,000 shares of its Common Stock to its new director and officer, Paul Adler.

On
November 26, 2018, the Company effected the acquisition of Global Diversified Holdings, Inc., a private New York corporation in the snack
and gourmet food business (“GDHI”), pursuant to the terms of an acquisition agreement (the “Acquisition”). Upon
the consummation of the Acquisition, the Company issued 200 shares of the Company’s Common Stock to Paul Adler, the sole stockholder
of GDHI, in exchange for all of the outstanding shares of GDHI, and GDHI became a wholly owned operating subsidiary of the Company. The
transaction was accounted for as a combination of entities under common control since the date of the Acquisition. Prior to the Acquisition,
the Company had no business and no operations. Pursuant to the Acquisition, the Company acquired the operations and business plan of
GDHI.

Business

We
are an early-stage global multi-line consumer packaged goods (“CPG”) company with branded product lines, and are a food and
snack manufacturer, marketer and distributor in the United States, Canada, and Europe. The Company is focused on developing and marketing
products that appeal to consumers’ growing preference for healthy snack food and operates through snacks segments offering Italian
Wafers, French Madeleines, Italian Croissants, Macaron Cookies, Wafer Pralines, and other wholesome snacks. Our sole officer often attends
global food trade shows to seek out unique products and snacks. Once the Company identifies products that fit within its distribution
channels, it will seek to enter into non-exclusive manufacturing and licensing agreements with such distributors to distribute products
under the Company’s own trademarked brands for sale in the United States and/or global markets. Currently, the Company maintains
six trademarks for its brands registered with the US Patent and Trademark Office; each trademark covers numerous product lines with a
variety of unique identifiers (known as SKUs) offered under the applicable brand name. The Company has non-contractual on-going relationships
with many Fortune 500 companies, including club and retail chain stores to whom the Company directly sells its products.

The
Company sells its products directly in the United States and global markets through various distribution channels comprising specialty,
grocery retailers, food-service distributors and direct store delivery (“DSD”), as well as the vending, pantry, and the micro-market
segment. Our buyers typically represent recognized large retail chain stores. The products are then distributed by the chains to their
local outlets. The Company seeks out and develops snacks and gourmet foods to brand under its trademarks based on market trends and input
from the buyers as to consumer demand. The Company works closely with buyers to evaluate products with the intent to identify products
that have likely customer demand. We recently re-branded and launched all new snack marketplace and will seek to gain market share in
the ecommerce segment. Our re-branded website will serve as snack marketplace which will carry its own branded products and other gourmet
snacks and products

We
intend to develop additional gourmet foods and snack products under its trademarked brands and to expand the Company’s offering
portfolio by identifying, producing and marketing new products. Management believes that the strategy of acquiring small brands regional
brands and adding these to the Company’s national distribution can prove beneficial for the Company.

Vending
Operations

In
addition to placing its products with large retail specialty chains, the Company supplies products to vending channels throughout the
United States through food service distributors. These vending machines are located in malls, service stations, and schools. The Company
works with vending companies that have, in the aggregate, more than 100,000 machines nationwide. The Company supplies vending companies
with products. The Company works directly with some vending companies and with others through its food service distributors. The broker
pre-sells the products and the distributor services the accounts. When the distributor services the accounts, the distributor buys the
product directly. Vending machine sales represent approximately one percent our revenues.

Products
and Trademarked Brands

The
Company currently owns six trademark brands. Each brand encompasses numerous SKUs that are brought to the market from time to time. The
Company produces its products primarily on an “on request” basis from its retail chain buyers for sale through such chains.
The Company’s trademarks are listed below as follows:

Country | Mark | Status | Class | Serial Number | Registration Number | Registration Date | Owner Name | Expiration Date
USA | BISCOTTELLI | Live | 030 | 86579810 | 4994327 | 3/28/2015 | Paul Adler | 3/27/25
USA | DOLCIBONO | Live | 030 | 88639475 | 6078602 | 10/2/2019 | Global Diversified Holdings, Inc. | 10/1/29
USA | BONBONS DE PARIS | Live | 030 | 87296805 | 544000 | 1/11/2017 | Paul Adler | 1/10/27
USA | FRUTTATA | Live | 029 | 88519630 | 6171561 | 7/19/2019 | Global Diversified Holdings, Inc. | 7/18/29
USA | COCO BLISS | Live | 030 | 87256922 | 5351910 | 12/5/2016 | Paul Adler | 12/4/26
USA | EZLYV | Live | 97001930 | Pending | 8/30/2021 | Global Diversified Holdings, Inc. | 8/29/31
4

Retail
Chain Buyers

The
primary distribution of our products has been through specialty retail chains. We work with the buying office that determines placement
for our products. The retail chain will then distribute the products to its retail outlets.

Our
Strategy and Strengths

We
believe a variety of favorable consumer trends, including a greater focus on health and wellness, increased consumption of smaller, more
frequent meals throughout the day and a preference for convenient gourmet foods and snacks will continue to drive overall snacking growth
within the overall market. Our Management believes that
the Company’s products appeal to a wide range of consumers, including most age brackets. The young snackers, classified as those
being between the ages of 18-34, tend to consume more snacks than average adults but the gourmet foods reach the broader adult market.
The senior market tends to reduce snacks and gourmet foods. We expect to explore the development
and acquisition of small regional brands and adding them to the Company’s national distribution within the United States
and globally.

We
anticipate that our marketing strategy will use the internet and social media including Facebook, Instagram, and Twitter. Our distribution
channels consist of retailers, distributors, online e-commerce, and vending companies. The Company’s marketing strategy is primarily
targeted at the vendors and retail chain stores.

The
Company anticipates utilizing the following opportunities to further their marketing program, to obtain information to adjust and modify,
as needed, the marketing program, and to create direct interest in its products:

Networking .
Networking could be a low-cost but often effective means for us to generate partnerships and growth while bolstering personal commitments
to the Company. Management will join wholesalers’ associations to network with other food manufacturers and distributors.

Trade
Shows. The Company plans to attend trade shows and exhibitions related to the food manufacturing industry, such as SIAL, PLMA Amsterdam,
Thaifex, Fancy Food, CIBUS, ISM, and ANUGA among others. Through attendance at conventions and trade shows, management remains knowledgeable
and informed about advancements, trends, and issues of concern in the market.

Direct
Sales. The Company plans to employ a dedicated sales team to enact precise sales and promotional efforts in the near future.

Social
Media and Food Blogging. The Company will manage its brands on social media sites, such as Facebook, Instagram, and Twitter. Twitter
has proven an effective platform to conduct customer satisfaction surveys as well as solicit customer feedback on food products.

The
rise in popularity of the food blogging community has given consumers a massive platform on which to share their opinion and make their
voices heard. This has led to a rise in consumer concerns about food, with increasing emphasis being placed on healthy eating and organic
produce. The Company will use food blogging websites to promote its products and highlight benefits that appeal to a new generation of
socially-aware consumers.

Websites. A well-optimized website has been constructed, with proper site structure, page layout, and clear and easy navigation, along with
targeted keywords embedded throughout the site to ensure prominent search engine placement and saturation. The Company’s websites:

www.360worldsnacks.com , www.biscottelli.com , www.gdmginc.com , www.dolcibono.com , www.fruttatasnacks.com, and www.ezlyv.com are important
marketing assets.

We
anticipate that we will primarily target teens and adults up to age 65. The primary target market is “Young Snackers” that
are 18-34 years old and tend to eat more snacks than other age groups. The trend of snacks between meals is especially strong with millennials
and younger Americans. A quarter of American millennials, age 23 to 40, reported eating four or more times a day, compared to just 10%
of Gen X and 9% of Baby Boomers. The Company believes that the senior age bracket (over 65) is not a strong snack market.

The
Company use of co-packers for manufacturing and packaging of its products provides the most efficient and cost-effective means of operations
for a small company like we are. It allows us to scale-up and meet growing demand, without having
to invest in our own industrial setting and without the high overhead costs of hiring salespeople as employees of the Company.
The Company intends to employ this model strategy in the future and also to attract and retain experienced sales team.

Competition

The
snack food industry in the United States is very competitive, particularly in the savory and salty snack segment. In the United States,
a study conducted and published by the Packaging Strategies magazine reported that snacks account for 51% of all food sales, and 92%
of adults in the US have snacked within the last 24 hours.

The
Company has observed an increased demand for “healthy” snacks. In the United States, companies are finding success in the
“snackable” fruit and vegetable category, such as grapes or baby carrots.

A
challenge facing entrants in the snack and gourmet food market is the dominance of leading snack food producers, particularly the industry
leader PepsiCo. Large producers may experience a high degree of brand and consumer loyalty and typically possess sufficient capital to
invest in extensive advertising and promotions to obtain a greater market share. Furthermore, companies such as PepsiCo often benefit
from higher profit margins when compared with small- to medium-sized operators, enabling them to lower their product prices and to engage
in price-based competition with competitors. Multinational producers may also experience lower per-unit costs due to economies of scale
and scope

Employees

The
Company currently has two employees, including one executive officer, and a director of operations, and a staff employee.

Subsidiaries

The
wholly-owned subsidiary, Global Diversified Holdings, Inc., is the Company’s only subsidiary.

Item
1A | Risk
Factors

Investing
in our common stock involves a high degree of risk. Before investing in our common stock, you should carefully consider the risks described
below, as well as the other information in this Annual Report, including our consolidated financial statements and the related notes.
In addition, we may face additional risks and uncertainties not currently known to us, or which as of the date of this registration statement
we might not consider significant, which may adversely affect our business. If any of the following risks occur, our business, financial
condition and results of operations could be materially adversely affected. In such case the trading price of our common stock could
decline due to any of these risks or uncertainties, and you may lose part or all of your investment.

Risks
Related to our Business and Industry.

The
Company depends on its President and Chief Financial Officer, to manage its business effectively and loss of the President and Chief
Financial Officer could significantly impair the Company’s results.

The
Company, through its subsidiary, has a developed track record of bringing successful new products to the retail chain buyers for the
placement and sale of the Company’s products. This track record has been developed by the President and Chief Financial Officer
of the Company, Paul Adler, and his ability to locate and produce unique and quality snack and gourmet foods attractive to the buyer’s
market. The loss of Mr. Adler as the Company’s President and Chief Financial Officer, or in active management of the Company, could
have a significant negative impact of the operations of the Company. Such a loss could impact the production of current product, the
relationship with the retail chain stores and development of future products.

Our
independent auditors have expressed their concern as to our ability to continue as a going concern.

On
a consolidated basis, the Company has incurred significant operating losses since inception and has a working capital deficit and accrued
liabilities. As of December 31, 2021, the Company had cash on hand of $312,574, and an accumulated deficit of $27,543,659.The consolidated
financials have been prepared assuming that the Company will continue as a going concern and, accordingly, do not include any adjustments
that might result from the outcome of this uncertainty. The Company’s existing operational cash flow may not be sufficient to fund
presently anticipated operations, and the Company will need to raise additional funds through alternative sources of financing. There
is no assurance that we will be able to obtain additional funding when it is needed, or that such funding, if available, will be obtainable
on terms acceptable to us. If we cannot obtain needed funds, we may be forced to reduce or cease our activities with consequent loss
to investors. In addition, should we incur significant presently unforeseen expenses or delays, we may not be able to accomplish our
goals. These factors, among others, raise substantial doubt about the Company’s ability to continue as a going concern. If the
Company is unable to obtain sufficient funding, our business, prospects, financial condition and results of operations will be materially
and adversely affected, and we may be unable to continue as a going concern.

The
gourmet and snack food markets are dominated by several large strong food producers.

A
challenge facing potential new or expanding entrants in the market is the dominance of leading snack food producers, particularly industry
leader PepsiCo. Large producers experience a high degree of brand and consumer loyalty and possess sufficient capital to invest in extensive
advertising and promotions to obtain a greater market share. Furthermore, companies such as PepsiCo benefit from higher profit margins
when compared with small- to medium-sized operators, enabling them to lower their product prices to engage in price-based competition
with competitors. Multinational producers also experience lower per-unit costs due to economies of scale and scope. Although these factors
do not prevent a prospect from entering the industry, they may hamper the success of new entrants.

In
addition, many industry players have established relationships with downstream retailers, which may be difficult for new entrants to
secure. Typically, supermarkets give companies with established brands the most optimal shelf space. Moreover, larger producers have
established relationships with upstream suppliers, an advantage that new entrants may find difficult to replicate.

During
the last two fiscal years the Company has had four to five major customers that accounted for between 91- 99 % of its sales.

Historically,
the Company has relied on a small number of customers to generate a large portion of its revenue. In 2021, five customers accounted for
approximately 99% of the Company revenues. In 2020, customers accounted for approximately __% of the Company’s revenues. Loss of
any one of these four customers would have a material adverse impact on our profitability and liquidity. Although we believe that we
could locate replacement customers, the initial loss of such revenues could hamper on going production and distribution of the Company.

No
assurance of commercial success of any additional products.

The
Company intends to seek and produce new products to add to its trademarked brands and to offer its buyers. The Company may spend a large
portion of its revenues in locating and producing such products and the possible inability to market such products to the retail chain
buyers, or the failure of such products to sell successfully once marketed could significantly impact the operations of the Company and
impact its future ability to market other new products.

Failure
to manage our growth effectively could cause our business to suffer and have an adverse effect on our financial condition and operating
results.

Failure
to manage our growth effectively could cause our business to suffer and have an adverse effect on our financial condition and operating
results. To manage our growth effectively, we must continually evaluate and evolve our business and manage our employees, operations,
finances, technology and development, and capital investments efficiently. Our efficiency, productivity and the quality of our business
may be adversely impacted if we fail to appropriately coordinate across our business operations. Additionally, rapid growth may place
a strain on our resources, infrastructure, and ability to maintain the quality of our production. If and when our structure becomes more
complex as we add additional staff, we will need to improve our operational, financial and management controls as well as our reporting
systems and procedures. Our failure to manage our growth could disrupt our operations and ultimately prevent us from generating revenues.

As
a food production company, all of our products must be compliant with regulations by the Food and Drug Administration, or FDA. Any non-compliance
with the FDA could harm our business.

We
must comply with various FDA rules and regulations, including those regarding product manufacturing, food safety, required testing and
appropriate labeling of our products. While our products are compliance with current regulations by the FDA, it is possible that regulations
by the FDA and its interpretation thereof may change over time. As such, there is a risk that our products could become non-compliant
with the FDA’s regulations and any such non-compliance could harm our business.

Our
intellectual property rights are critical to our success, and the loss of such rights could materially adversely affect our business.

We
regard our trademarks and other intellectual property rights as critical to our success and attempt to protect such intellectual property
with registered and common law trademarks, restrictions on disclosure and other actions to prevent infringement. However, there can be
no assurance that other third parties will not infringe or misappropriate our trademarks and similar proprietary rights. If we lose some
or all of our intellectual property rights, our business may be materially adversely affected.

We
may be subject to claims alleging the intellectual property subject to our licensing agreements is violating the intellectual property
rights of others.

We
may face significant expense and liability as a result of litigation or other proceedings relating to intellectual property rights of
others. We could be required to participate in interference proceedings involving issued patents and pending applications of another
entity. The cost to us of any such proceeding could be substantial. An adverse outcome in an interference proceeding could require us
to cease using the technology, substantially modify it or to license rights from prevailing third parties. There is no guarantee that
any prevailing owner of intellectual property would offer us a license so that we could continue to engage in our activities, or that
such a license is made available to us, could be acquired on commercially acceptable terms. In addition, third parties may, in the future,
assert other intellectual property infringement claims against us with respect to our services, technologies or other matters.

We
may be subject to significant liability should the consumption of any of our products cause or be claimed to cause illness or physical
harm.

We
sell products for human consumption, which involves risks such as product contamination or spoilage, product tampering, other adulteration,
mislabeling and misbranding. Under certain circumstances, we may be required to, or may voluntarily, recall or withdraw products. Such
withdrawal may negatively and significantly impact our sales and profitability for a period of time and could result in significant losses
depending on the costs of the recall, the destruction of product inventory, product availability, competitive reaction and customer and
consumer reaction. We may also be subject to claims or lawsuits resulting in liability for actual or claimed injuries, illness or death.
Any of these events may result in a material adverse effect on our business. Even if a product liability claim or lawsuit is unsuccessful
or is not fully pursued, the negative publicity surrounding any assertion that our products caused illness or physical harm could adversely
affect our reputation with existing and potential customers and consumers and our corporate and brand image. Moreover, certain claims
or liabilities of this sort might not be covered by our insurance or by any rights of indemnity or contribution that we may have against
others. We maintain product liability insurance in an amount that is required by our customers/retailers. However, we cannot be sure
that we will not incur claims or liabilities for which we are not insured or that exceed the amount of our insurance coverage. A product
liability judgment against us or a product recall could have a material adverse effect on our business, consolidated financial condition,
results of operations or liquidity.

Limitations
on director and officer liability and indemnification of our officers and directors by us may discourage stockholders from bringing suit
against a director.

Our
Certificate of Incorporation and Bylaws provide, with certain exceptions as permitted by governing state law, that a director or officer
shall not be personally liable to us or our stockholders for breach of fiduciary duty as a director, except for acts or omissions. During
2021, the Company obtained $5.0 million of Directors and Officers insurance.

Risks
Related to COVID-19

The
uncertainty and extent of the COVID-19 pandemic may continue to have an adverse effect on our operations and on the global capital markets.

The
current outbreak of COVID-19 could continue to have a material and adverse effect on the Company’s business operations. We sell
our products throughout the United States and global markets to buyers which typically represent recognized large retail chain stores.
Any disruptions or restrictions on the Company’s ability to travel or to distribute its products in the United States and in global
markets, as well as temporary closures of production facilities would likely impact our sales and operating results. In addition, Covid-19
has resulted in a widespread health crisis that could adversely affect the economies and financial markets of many other countries, resulting
in an economic downturn that could affect demand for our products and significantly impact our operating results.

The
extent to which our results continue to be affected by COVID-19 will largely depend on future developments which cannot be accurately
predicted, including the duration and scope of the pandemic, governmental and business responses to the pandemic and the impact on the
global economy, demand for our products, and our ability to provide our products, particularly as result of our employees working remotely
and/or the closure of certain offices and production facilities. While these factors are uncertain, the COVID-19 pandemic or the perception
of its effects could continue to have a material adverse effect on our business, financial condition, results of operations, or cash
flows.

Risks
Related to Our Common Stock

The
Company’s sole officer beneficially owns and will continue to own a majority of the Company’s common stock and, as a result,
can exercise control over shareholder and corporate actions.

Paul
Adler, the founder and President of the Company, is currently the beneficial owner of approximately ___% of the Company’s outstanding
Common Stock, and assuming that Williamsburg purchases the maximum number of the Shares pursuant to the Purchase Agreement, will own
approximately 68.7% of the Company’s then outstanding Common Stock. In addition, Mr. Adler owns 1,000 shares of Series A Super
Voting Preferred Stock as such, he will have approximately 95.2% of the voting power in the Company and thus be able to control all matters
requiring approval by shareholders, including the election of directors and approval of significant corporate transactions.

The
Company has authorized the issuance of preferred stock with certain preferences.

The
Company is authorized to issue up to 20,000,000 shares of $0.0001 par value preferred stock. The board of directors of the Company (the
“Board”) has the power to establish the dividend rates, liquidation preferences, and voting rights of any series of preferred
stock, and these rights may be superior to the rights of holders of the Shares. The Board may also establish redemption and conversion
terms and privileges with respect to any shares of preferred stock. Any such preferences may operate to the detriment of the rights of
the holders of the Shares, and further, could be used by the Board as a device to prevent a change in control of the Company. To the
Company has designated 1,000,000 shares of Series A Super Voting Preferred Stock, each of which votes with the Common Stock and has 100,000
votes. Mr. Adler, our sole officer and a member of the Board, owns all the issued 1,000 shares of this class of preferred stock which
gives him an additional 100,000,000 voting rights in any shareholder meeting.

Future
capital raises may dilute our existing shareholders’ ownership, the value of their equity securities and/or have other adverse
effects on our operations.

If
we raise additional capital by issuing equity securities in connection with equity financings, our existing shareholder’ percentage
ownership may decrease, and these shareholders may experience substantial dilution. If we raise additional funds by issuing debt instruments,
these debt instruments could impose significant restrictions on our operations, including liens on our assets. If we raise additional
funds through collaborations and licensing arrangements, we may be required to relinquish some rights to our technologies or products,
or to grant licenses on terms that are not favorable to us or could diminish the rights of our shareholders. Furthermore, if we offer
to sell our shares of Common Stock in subsequent offerings for the purchase price that is less than the purchase price of shares of Common
Stock offered pursuant to this Report, this may impact the value of equity securities of the shareholders that are purchasing our shares
of Common Stock in the offering pursuant to this Report. In addition, the issuance of such additional shares may impact the ability of
any investor to sell their shares once such shares are eligible for sale.

The
sale of shares of our Common Stock to Williamsburg may cause dilution, and the subsequent resale of the shares of our Common Stock acquired
by Williamsburg, or the perception that such resales may occur, could cause the price of our Common Stock to fall.

Under
the Purchase Agreement, we may require Williamsburg to purchase up to $5.0 million of our Common Stock, except that, pursuant to the
terms of the Purchase Agreement, we would be unable to sell shares to Williamsburg if such purchase would result in its beneficial ownership
of more than 4.99% of our outstanding Common Stock. After Williamsburg has acquired our shares, it may sell all, some, or none of those
shares. Therefore, sales to Williamsburg by us could result in substantial dilution to the interests of other holders of our Common Stock.
Additionally, the sale of a substantial number of shares of our Common Stock to Williamsburg, or the anticipation of such sales, could
make it more difficult for us to sell equity or equity-related securities in the future at a time and at a price that we might otherwise
wish. Under the Purchase Agreement, Williamsburg’s per-share purchase price for our shares will be equal to 90% of the VWAP average
of the Common Stock during five consecutive days immediately following the clearing date associated with the applicable put notice during
which the purchase price is valued. Depending on market liquidity at the time, resales of these shares may cause the trading price of
our Common Stock to fall.

Williamsburg
will pay less than the then-prevailing market price for our Common Stock.

We
will sell shares of our Common Stock to Williamsburg pursuant to the Purchase Agreement at 90% of the VWAP average of the Common Stock
during five consecutive days immediately following the clearing date associated with the applicable put notice during which the purchase
price is valued. Williamsburg has a financial incentive to sell our Common Stock immediately upon receiving the shares to realize the
profit equal to the difference between the discounted price and the market price. If Williamsburg sells the shares, the market price
of our Common Stock could decrease.

The
Company’s election not to opt out of JOBS Act extended accounting transition period may not make its financial statements easily
comparable to other companies.

Pursuant
to the JOBS Act, as an emerging growth company, the Company can elect to opt out of the extended transition period for any new or revised
accounting standards that may be issued by the PCAOB or the SEC. The Company has elected not to opt out of such extended transition period
which means that when a standard is issued or revised and it has different application dates for public or private companies, the Company,
as an emerging growth company, can adopt the standard for the private company. This may make comparison of the Company’s financial
statements with any other public company which is not either an emerging growth company nor an emerging growth company which has opted
out of using the extended transition period difficult or impossible as possible different or revised standards may be used.

“Penny
Stock” rules may make buying or selling our Common Stock difficult. Limitations upon Broker-Dealers Effecting Transactions in “Penny
Stocks”

Trading
in our Common Stock is subject to material limitations as a consequence of regulations which limit the activities of broker-dealers effecting
transactions in “penny stocks.” Pursuant to Rule 3a51-1 under the Exchange Act, our Common Stock is a “penny stock”
because it (i) is not listed on any national securities exchange (ii) has a market price of less than $5.00 per share, and (iii) its
issuer (the Company) has net tangible assets less than $2,000,000 (if the issuer has been in business for at least three (3) years) or
$5,000,000 (if the issuer has been in business for less than three (3) years).

Rule
15g-9 promulgated under the Exchange Act imposes limitations upon trading activities on “penny stocks”, which makes selling
our Common Stock more difficult compared to selling securities which are not “penny stocks.” Rule 15a-9 restricts the solicitation
of sales of “penny stocks” by broker-dealers unless the broker first (i) obtains from the purchaser information concerning
his financial situation, investment experience and investment objectives, (ii) reasonably determines that the purchaser has sufficient
knowledge and experience in financial matters that the person is capable of evaluating the risks of investing in “penny stocks”,
and (iii) delivers and receives back from the purchaser a manually signed written statement acknowledging the purchaser’s investment
experience and financial sophistication.

Rules
15g-2 through 15g-6 promulgated under the Exchange Act require broker-dealers who engage in transactions in “penny stocks”
first to provide their customers with a series of disclosures and documents, including (i) a standardized risk disclosure document identifying
the risks inherent in investing in “penny stocks”, (ii) all compensation received by the broker-dealer in connection with
the transaction, (iii) current quotation prices and other relevant market data, and (iv) monthly account statements reflecting the fair
market value of the securities.

There
can be no assurance that any broker-dealer which initiates quotations for the Common Stock will continue to do so, and the loss of any
such broker-dealer likely would have a material adverse effect on the market price of our Common Stock.

FINRA
sales practice requirements may also limit a stockholder’s ability to buy and sell our stock.

In
addition to the “penny stock” rules described below, FINRA has adopted rules that require that in recommending an investment
to a customer, a broker-dealer must have reasonable grounds for believing that the investment is suitable for that customer. Prior to
recommending speculative low-priced securities to their non-institutional customers, broker-dealers must make reasonable efforts to obtain
information about the customer’s financial status, tax status, investment objectives and other information. Under interpretations
of these rules, FINRA believes that there is a high probability that speculative low-priced securities will not be suitable for at least
some customers. The FINRA requirements make it more difficult for broker-dealers to recommend that their customers buy our Common Stock,
which may limit your ability to buy and sell our stock and have an adverse effect on the market for our shares.

Because
our Common Stock is deemed a low-priced “penny stock,” it will be cumbersome for brokers and dealers to trade in our Common
Stock, making the market for our Common Stock less liquid and negatively affect the price of our stock.

We
will be subject to certain provisions of the Exchange Act, commonly referred to as the “penny stock” rules as defined in
Rule 3a51-1. A penny stock is generally defined to be any equity security that has a market price less than $5.00 per share, subject
to certain exceptions. Since our stock is deemed to be a penny stock, trading is subject to additional sales practice requirements of
broker-dealers. These require a broker-dealer to:

● | Deliver
to the customer, and obtain a written receipt for, a disclosure document;
● | Disclose
certain price information about the stock;
11
● | Disclose
the amount of compensation received by the broker-dealer or any associated person of the broker-dealer;
● | Send
monthly statements to customers with market and price information about the penny stock; and
● | In
some circumstances, approve the purchaser’s account under certain standards and deliver written statements to the customer with information specified in the rules.

Consequently,
penny stock rules and FINRA rules may restrict the ability or willingness of broker-dealers to trade and/or maintain a market in our
Common Stock. Also, prospective investors may not want to get involved with the additional administrative requirements, which may have
a material adverse effect on the trading of our shares.

We
are an “emerging growth company” under the JOBS Act of 2012 and a “smaller reporting company” and, as a result
of the reduced disclosure and governance requirements applicable to emerging growth companies and smaller reporting companies, our Common
Stock may be less attractive to investors.

We
are an “emerging growth company”, as defined in the JOBS Act, and we may take advantage of certain exemptions from various
reporting requirements that are applicable to other public companies that are not “emerging growth companies” including,
but not limited to, not being required to comply with the auditor attestation requirements of section 404 of the Sarbanes-Oxley Act,
reduced disclosure obligations regarding executive compensation in our periodic reports and proxy statements, and exemptions from the
requirements of holding a nonbinding advisory vote on executive compensation and shareholder approval of any golden parachute payments
not previously approved. We cannot predict if investors will find our Common Stock less attractive because we may rely on these exemptions.
If some investors find our Common Stock less attractive as a result, there may be a less active trading market for our Common Stock and
our stock price may be more volatile.

In
addition, Section 107 of the JOBS Act also provides that an “emerging growth company” can take advantage of the extended
transition period provided in Section 7(a)(2)(B) of the Securities Act for complying with new or revised accounting standards. In other
words, an “emerging growth company” can delay the adoption of certain accounting standards until those standards would otherwise
apply to private companies. We are choosing to take advantage of the extended transition period for complying with new or revised accounting
standards.

We
will remain an “emerging growth company” until the earlier of (i) the last day of the year following the fifth anniversary
of the date of the completion of our initial public offering, (ii) the last day of the year in which we have total annual gross revenue
of at least $1.07 billion, (iii) the last day of the year in which we are deemed to be a “large accelerated filer” as defined
in Rule 12b-2 under the Exchange Act, which would occur if the market value of our Common Stock held by non-affiliates exceeded $700.0
million as of the last business day of the second fiscal quarter of such year, or (iv) the date on which we have issued more than $1.0
billion in non-convertible debt securities during the prior three-year period..

Even
after we no longer qualify as an “emerging growth company,” we may still qualify as a “smaller reporting company,”
which would allow us to continue to take advantage of many of the same exemptions from disclosure requirements, including, among other
things, not being required to comply with the auditor attestation requirements of Section 404 of the Sarbanes-Oxley Act, presenting only
the two most recent fiscal years of audited financial statements in our Annual Report on Form 10-K and reduced disclosure obligations
regarding executive compensation in this Report and our periodic reports and proxy statements.

Our
status as an “emerging growth company” under the JOBS Act may make it more difficult to raise capital as and when we need
it.

Because
of the exemptions from various reporting requirements provided to us as an “emerging growth company” and because we will
have an extended transition period for complying with new or revised financial accounting standards, we may be less attractive to investors
and it may be difficult for us to raise additional capital as and when we need it. Investors may be unable to compare our business with
other companies in our industry if they believe that our financial accounting is not as transparent as other companies in our industry.
If we are unable to raise additional capital as and when we need it, our financial condition and results of operations may be materially
and adversely affected .

Since
we are traded on the OTC Pink Market, an active, liquid trading market for our Common Stock may not develop or be sustained. If and when
an active market develops the price of our common stock may be volatile.

Presently,
our Common Stock is traded on the OTC Pink Market. There is a very limited trading in our stock and there is no assurance that an active
market will develop. In the absence of an active trading market, investors may have difficulty buying and selling or obtaining market
quotations, market visibility for shares of our Common Stock may be limited, and a lack of visibility for shares of our Common Stock
may have a depressive effect on the market price for shares of our Common Stock. The lack of an active market impairs your ability to
sell your shares at the time you wish to sell them or at a price that you consider reasonable. The lack of an active market may also
reduce the fair market value of your shares. An inactive market may also impair our ability to raise capital to continue to fund operations
by selling shares.

Trading
in stocks quoted on the OTC Pink Market is often thin and characterized by wide fluctuations in trading prices, due to many factors that
may have little to do with our operations or business prospects. The securities market has from time to time experienced significant
price and volume fluctuations that are not related to the operating performance of particular companies. These market fluctuations may
also materially and adversely affect the market price of shares of our Common stock. Moreover, the OTC Pink Market is not a stock exchange
and is not an established market, and trading of Securities is often more sporadic than the trading of securities listed on a national
stock exchange like the NYSE. Accordingly, you may have difficulty reselling any shares of Common Stock.

Item
1B. | Unresolved
Staff Comments

None

Item
2. | Properties

The
Company does not own real properties. The Company leases approximately 1,500 square feet of office space at 4042 Austin Boulevard,
Suite B, Island Park, New York 11558. On October 1, 2021 the Company into a 60-month lease $20,976 per year for the
first two years with 3% annual escalation clauses for the last three years of the lease. The lease contains one five year renewal
option. Management believes that its present facilities are adequate for its needs.

The
Company’s website is www.360worldsnacks.com.

Item
3. | Legal
Proceedings

There
are no pending, threatened or actual legal proceedings in which the Company is a party.

Item
4. | Mine
Safety Disclosures.

Not
applicable.

PART
II

Item
5. | Market
for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities

Our
Common Stock is currently quoted on the OTC Pink marketplace of OTC Markets Group, Inc., an inter-dealer quotation system, under the
symbol “GDMK.” However, there is currently only a limited trading market for our Common Stock and there is no assurance that
a regular trading market will ever develop.

On
March 8, 2022, the last reported closing price of our Common Stock was $0.18 per share.

Holders

As
of March 11, 2022, there were 33 shareholders of record of our Common Stock.

Dividends

We
have never declared or paid any cash dividends on our common stock. We intend to retain future earnings, if any, to finance the expansion
of our business. As a result, the Company does not anticipate paying any cash dividends in the foreseeable future.

Recent
Sales of Unregistered Securities

Except
as set forth below, there were no sales of equity securities during the period covered by this Annual Report that were not registered
under the Securities Act and were not previously reported in a Quarterly Report on Form 10-Q or a Current Report on Form 8-K filed by
the Company.

Securities
Authorized for Issuance Under Equity Compensation Plans

We
do not presently maintain any equity compensation plans and have not maintained any such plans since our inception.

Purchases
of Equity Securities by the Issuer and Affiliated Purchasers

None.

Item
6. | Selected
Financial Data

As
a smaller reporting company, we are not required to provide this information

14
ITEM 7. | MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS

THIS
SECTION OF THE ANNUAL REPORT INCLUDES A NUMBER OF FORWARD-LOOKING STATEMENTS THAT REFLECT OUR CURRENT VIEWS WITH RESPECT TO FUTURE EVENTS
AND FINANCIAL PERFORMANCE. FORWARD-LOOKING STATEMENTS ARE OFTEN IDENTIFIED BY WORDS LIKE: “BELIEVE,” “EXPECT,”
“ESTIMATE,” “ANTICIPATE,” “INTEND,” “PROJECT” AND SIMILAR EXPRESSIONS, OR WORDS THAT,
BY THEIR NATURE, REFER TO FUTURE EVENTS. YOU SHOULD NOT PLACE UNDUE CERTAINTY ON THESE FORWARD-LOOKING STATEMENTS, WHICH APPLY ONLY AS
OF THE DATE OF THIS REPORT. THESE FORWARD-LOOKING STATEMENTS ARE SUBJECT TO CERTAIN RISKS AND UNCERTAINTIES THAT COULD CAUSE ACTUAL RESULTS
TO DIFFER MATERIALLY FROM HISTORICAL RESULTS OR OUR PREDICTIONS.

OUR
CONSOLIDATED FINANCIAL STATEMENTS ARE STATED IN UNITED STATES DOLLARS (USD OR US$) AND ARE PREPARED IN ACCORDANCE WITH UNITED STATES
GENERALLY ACCEPTED ACCOUNTING PRINCIPLES. ALL REFERENCES TO “COMMON STOCK” REFER TO THE COMMON SHARES IN OUR CAPITAL STOCK.

Overview

The
Company was incorporated on December 1, 2017 as a Delaware corporation under the name “Dense Forest Acquisition Corporation,” Prior to the acquisition of GDHI as a subsidiary, the Company had no operations other than the
administrative operations involved with the change in control. The information discussed herein below reflects the results of the Company’s
subsidiary, GDHI, an operating company in the snack and gourmet food production, marketing, and distribution industry.

Recent
Developments

Equity
Purchase Agreement and Registration Rights Agreement with Williamsburg

On
November 2, 2021, the Company entered into the Purchase Agreement (the “Purchase Agreement”) with Williamsburg
Venture Holdings, LLC (“Williamsburg”) , pursuant to which the Company shall have the right, but not the obligation,
to direct Williamsburg, an unrelated third party, to purchase up to $5,000,000 of its Common Stock . The Purchase Agreement provides
that the Company can sell the shares of Common Stock (the “Put Shares”) to Williamsburg from time-to-time over the 12-month
period commencing on the date commencing on November 2, 2021, and ending on the earlier of (i) the date on which Williamsburg shall have
purchased up to $5,000,000 of shares, (ii) November 2, 2022, or (iii) written notice of termination by the Company to Williamsburg, which
shall not occur at any time that Williamsburg holds any of the shares it purchased in connection with the applicable Put Notice. Each
notice to Williamsburg shall state the number of shares of the Common Stock Williamsburg is required to purchase, not to exceed a value
of the lower of 200% of the average daily trading volume and $500,000. The price per share of Common Stock shall be 90% of the average
of the volume weighted average price of the Company’s Common Stock for five trading days following the date of the delivery of
the shares.

As
consideration for its commitment to purchase shares pursuant to the Purchase Agreement, the Company issued to Williamsburg 50,000 shares
of Common Stock.

There
is no guarantee that we will be able to meet the conditions under the Purchase Agreement or that we will be able to draw down any portion
of the amounts available under the Purchase Agreement (the “Commitment Shares”).

We
also entered into the Registration Rights Agreement with Williamsburg, pursuant to which, we have filed a registration statement with
the SEC relating to Williamsburg’s resale of any shares of Common Stock it purchases, including the Commitment Shares. The effectiveness
of this Registration Statement, which is currently being reviewed by the SEC, is a condition precedent to our ability to sell shares
of our Common Stock to Williamsburg under the Purchase Agreement.

Discussion
of the Years Ended 2021 and 2020

Revenues
and Cost of Sales

Sales
for the year ended December 31, 2021 were $2,665,017 compared to sales for the year ended December 31, 2020 of $1,660,726, an increase
of $1,004,291or approximately 60.5%. Our sales increases in the 2021 period are attributable to the addition of a new customer, new products
as well as increased sales to existing customers; offset by the impact of Covid-19.

Historically,
the Company has relied on a small number of customers to generate a large portion of its revenue. In 2021, five customers accounted for
approximately 99% of the Company revenues. In 2020, four customers accounted for 91% of the Company’s revenues. Loss of any one
of these five customers would have a material adverse impact on the Company’s profitability and liquidity.

For
the year ended December 31, 2021, gross profit was $1,035,901 or 38.9 % of revenue compared to gross profit of $660,815 or 39.1% of revenue.
The slight decrease in gross profit in 2021 as a percentage of sales (“gross margin”) compared to 2020, is attributable to
increased shipping and container costs during the fourth quarter of 2021.

Operating
expenses

Operating
expenses for the year ended December 31, 2021, were $2,237,178 compared to $26,821,661 for the same period ended December 31, 2020. Operating
expenses consisted of payroll and taxes, legal and professional fees, rent and selling, general and administrative expenses. The 2020
period includes a non-cash charge of $26,020,400 in stock-based compensation related to the issuance of the Series A Preferred Stock
with super-voting rights to the Company’s chief executive officer. Excluding the one -time charge of $26,020,400, operating expenses
were $2,237,178 in 2021 compared to $801,261. The increase in operating expenses in 2021 compared to 2020 are attributable to the payroll
associated with the hiring of an operations manager, an increase of $953,063 in stock based compensation for consultants and services
providers, and an increase of advertising expense of approximately $80,000.

Other
income and (expense)

Other
income and expense is comprised of other income items and interest expense. Other expense was $12,601 for the year ended December 31,
2021, compared to $5,785 in other income during the same period ended December 31, 2020. The decrease in other income and expense is
attributable to a reduction of $21,698 in interest expense in the 2021 period more than offset by income from the forgiveness of 40,084
in PPP loans in 2020 period.

Liquidity
and Capital Resources

As
of December 31, 2021, and 2020, the Company had $312,574 and $62,555 in cash on hand, respectively. Net cash used in operating activities
was $438,415 compared to $41,597 for the same period ended December 31, 2020. The increase in net cash used in operating activities is
primarily attributable to an increase in net loss in the 2021 period (net of non-cash charges) and a significant increase in inventory
levels necessitated by world-wide supply chain issues which has slowed down the timing of inventory imported by the Company from overseas.

Cash
flows from financing activities increased to $696,432 for the period ended December 31, 2021, compared to $71,969 during the same period
ended December 31, 2020. The increase in net cash provided from financing activities is attributable to the receipt of $379,165 in government
PPP loans in 2021 compared to $149,900 in 2020, as well as $300,000 in proceeds for private placements of common stock in 2021 compared
to zero in the 2020 period .

A
large portion of the Company’s liquidity in both 2021 and 2020 was provided by the SBA COVID-19 loans and EIDL loans thus allowing
the Company to reduce its reliance on factoring. There can be no assurances that other forms of financing on reasonable terms, or continued
higher levels of factoring will be available to the Company in the future. Nor can there be any assurance that the Company will achieve
positive cash flow from operations.

Seasonality

The
Company’s business is not subject to seasonality.

Off-Balance
Sheet Arrangements.

The
Company has no off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on its financial
condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources.

Critical
Accounting Policies

The
financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States.
The preparation of these financial statements requires making estimates and judgments that affect the reported amounts of assets, liabilities,
revenues and expenses, and related disclosure of contingent assets and liabilities. The estimates are based on historical experience
and on various other assumptions that are believed to be reasonable under the circumstances, the results of which form the basis of making
judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ
from these estimates under different assumptions or conditions.

Going
Concern

There
is substantial doubt about the Company continuing as a going concern based on the Company’s accumulated deficit and accrued liabilities.
For the period ended December 31, 2021, the Company had a net loss of $1,213,879 and had a stockholder’s deficit of $27,543,659.

The
consolidated financials have been prepared assuming that the Company will continue as a going concern and, accordingly, do not include
any adjustments that might result from the outcome of this uncertainty. If the Company is in fact unable to continue as a going concern,
the shareholders may lose some or all of their investment in the Company.

Item 7A | Quantitative and Qualitative
Disclosures About Market Risks

As a smaller reporting company, we are not required to provide this
information

Item
8. | Financial
Statements and Supplementary Data

The
financial statements for the year ended December 31, 2021, and 2020 are attached included in this report beginning on page F-1.

Item
9. | Changes
in and Disagreements with Accountants on Accounting and Financial Disclosure

There
were no disagreements with the Company’s accountants on accounting or financial disclosure for the period covered by this report.

Item
9A. | Controls
and Procedures

Pursuant
to Rules adopted by the Securities and Exchange Commission, the Company evaluated the effectiveness of the design and operation of its
disclosure controls and procedures pursuant to Exchange Act Rules. This evaluation was done as of the end of the fiscal year under the
supervision and with the participation of the Company’s principal executive officer (who is also the principal financial officer).
There have been no significant changes in internal controls or in other factors that could significantly affect internal controls subsequent
to the date of the evaluation. Based upon that evaluation, the principal officer believes that the Company’s disclosure controls
and procedures are effective in gathering, analyzing, and disclosing information needed to ensure that the information required to be
disclosed by the Company in its periodic reports is recorded, summarized, and processed timely. The principal executive officer is directly
involved in the day-to-day operations of the Company. Management has determined that disclosure controls and procedures were effective
as of December 31, 2021.

Management’s
Report of Internal Control over Financial Reporting

The
Company is responsible for establishing and maintaining adequate internal control over financial reporting in accordance with Rule 13a-15
of the Securities Exchange Act of 1934. The Company’s sole officer, its president, conducted an evaluation of the effectiveness
of the Company’s internal control over financial reporting as of December 31, 2021, based on the criteria established in Internal
Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013). Based on this evaluation,
management concluded that the Company’s internal control over financial reporting was effective as of December 31, 2021, based
on those criteria. A control system can provide only reasonable, not absolute, assurance that the objectives of the control system are
met and no evaluation of controls can provide absolute assurance that all control issues have been detected.

BF
Borgers CPA PC., Lakewood, Colorado, the independent registered public accounting firm of the Company, has not issued an attestation
report on the effectiveness of the Company’s internal control over financial reporting as no such report is required for a smaller
reporting company.

Changes
in Internal Control Over Financial Reporting

There
have been no changes in our internal control over financial reporting that occurred during our fourth quarter that have materially affected,
or are reasonably likely to materially affect, our internal control over financial reporting.

Item
9B. | Other
Information

Not
applicable.

Item
9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections.

Not
applicable.

PART
III

Item
10. | Directors,
Executive Officers, and Corporate Governance

Officers
and Directors

The
Directors and Officers of the Company are as follows:

Officers
and Directors of Global Diversified Holdings, Inc. (“GDHI”)

The
Company’s operating subsidiary, GDHI, has a separate board of directors from the Company which consists of:

Name | Position
Paul
Adler | President,
Secretary, CFO, Director

The
Company is authorized to have at least one director but no more than five. Each of the Company’s directors serves for a term of
one year or until a successor is elected and qualified. Set forth below is a brief description of the background and business experience
of our executive officers and directors.

Paul
Adler

President,
Secretary, Chief Financial Officer and a director of the Company.

Paul
Adler has over a decade of experience in food manufacturing and marketing industries having served as a board member in two food manufacturing
companies. In 2012, Mr. Adler established Fruttata Brand, a line of freeze-dried healthy fruit snacks, under the corporate umbrella of
Global Diversified Holdings, Inc., the subsidiary of the Company. Since 2012, Mr. Adler has worked with Global Diversified Holdings Inc.,
our subsidiary, in which he currently serves as a director, President, Chief Financial Officer and Secretary, to continue its development
as a manufacturer, marketer and supplier of unique products. Mr. Adler has extensive knowledge of day-to-day business operations ranging
from Wall Street companies to running a private company and has been successful at establishing long-lasting business relationships throughout
his career. Mr. Adler’s extensive experience in the industry led to the decision to appoint him to the board of directors.

James
Curtis Donegan has 30 years sales and marketing experience in the food industry. Mr. Donegan’s has been the principal of Crestview
Consultants since 2006 serving various food industry clients. Prior thereto he worked for many food industry companies including P&G
from 1979 to 1981, Pepsi from 1981 to 1983, Ragu Foods – Unilever from 1983 to 1989, McCain Elio’s Foods from 1989 to 1992
and others. Mr. Donegan’s experience in the food industry led to the decision to appoint him to the board of directors.

Michael
Cascione is the founder and president of Group C, whose various companies provide Pantry, Micro Markets, Coffee and Vending services.
Mr. Cascione’s original startup, CC Vending (CCV), began in 1989 was with a single beverage machine. CCV has subsequently grown
into one of the largest vending companies on the East Coast, servicing over 15,000 machines, while managing the operations of several
other companies throughout four states. Mr. Cascione, credits his early embrace and investment in technology as one of the keys to his
and the company’s success. CCV currently develops new technology for Micro-Markets and creates healthy products for the K-12 market,
where it services the nation’s largest public school system, the New York City Department of Education. In addition, Group C’s
Metropolitan Coffee House roasts and packages its own coffee for OCS accounts throughout the tri-state area. Mr. Cascione continues to
guide Group C’s expansion in both technology and geography; committing resources to research and development, as well as corporate
acquisition. Mr. Cascione’s extensive experience in the industry led to the decision to appoint him to the board of directors.

Sandra
G. Williams has been a consultant to a New York City sportswear and dress manufacturer since May 2018. Prior thereto was at TJX Corporation
in various capacities from 2000 to 2018. Mrs. William’s experience led to the decision to appoint her to the board of directors.

David
Natan has served as President and Chief Executive Officer of Natan & Associates, LLC, Parkland, Florida, a privately held consulting
firm offering chief financial officer services to public and private companies in a variety of industries. In addition, since April 2020
Mr. Natan has served as Executive Vice President and Chief Financial Officer for Airborne Motorworks, Inc., Spokane, WA, a privately-held
aerospace transportation company, Since February 2021, Mr. Natan is a director and Chairperson of the Company’s Audit Committee.
In February 2022 Mr. Natan became a director and chair of the Audit committee for Sunshine Biopharma, a Nasdaq listed biotechnology company.
From February 2010 to May 2020, Mr. Natan served as Chief Executive Officer of ForceField Energy, Inc. a company focused on the solar
industry and LED lighting products. He was also Chairman of the Board of this company from April 2015 to May 2020. Additionally, Mr.
Natan served in various roles of increasing responsibility with Deloitte & Touche LLP, a global consulting firm, as well as a member
of the Board of Directors of various companies. Mr. Natan holds a B.A. in Economics from Boston University.

Directors
Donegan, Cascione, Williams and Natan were appointed to the Board on February 24, 2021. On March 1, 2021, the Company granted 25,000
shares of Common Stock to each of these directors. In addition, the Company granted Mr. Natan another 25,000 shares of Common Stock in
connection with his appointment as the member of the Audit Committee.

Director
Independence

With
the exception of Paul Adler, our Board has determined that all of our directors are independent, as that term is defined by NASDAQ Marketplace
Rule 5605(a)(2). In assessing the independence of the directors, the Board considers any transactions, relationships and arrangements
between our Company and our independent directors or their affiliated companies. This review is based primarily on responses of the directors
to questions in a director and officer questionnaire regarding employment, business, familial, compensation and other relationships with
our Company or our management.

Term
of Office

Our
directors are appointed for a one-year term to hold office until the next annual general meeting of our shareholders or until removed
from office in accordance with our bylaws. Our officers are appointed by our Board and hold office until removed by the Board.

Committees
of the Board

Audit
Committee

The
Company established its Audit Committee on April 5, 2021. The Audit Committee will (a) assist the Board in fulfilling its oversight of:
(i) the quality and integrity of the Company’s financial statements; (ii) the Company’s compliance with legal and regulatory
requirements relating to the Company’s financial statements and related disclosures; (iii) the qualifications and independence
of the Company’s independent auditors; and (iv) the performance of the Company’s independent auditors; and (b) prepares any
reports that the rules of the SEC require be included in the Company’s annual proxy statement. We appointed our new director, David
Natan, as the member of the Audit Committee. Our Board may designate from among its members to appoint additional members to the Audit
Committee in the future. We have not adopted a written audit committee charter at this time.

Other
than the audit committee, the Company currently does not have any other committees, nor does the Company have a written nominating, compensation
or audit committee charter. The Board believes that it is not necessary to have such committees, at this time, because they can adequately
perform the functions of such committees. However, the Board may establish such committees in the near future upon the Board’s
determination.

The
Company does not currently have any defined policy or procedural requirements for shareholders to submit recommendations or nominations
for directors. The Board believe that, given the stage of the Company’s development, a specific nominating policy would be premature
and of little assistance until our business operations develop to a more advanced level. The Company does not currently have any specific
or minimum criteria for the election of nominees to the Board and does not have any specific process or procedure for evaluating such
nominees. The Board will assess all candidates, whether submitted by management or shareholders, and make recommendations for election
or appointment. A shareholder who wishes to communicate with the Board may do so by directing a written request addressed to our President
and Director, at the address appearing on the first page of this filing.

Family
Relationships

There
are no family relationships between any of our directors or executive officers, other than one of our advisors, Anthony Cascione, who
is the son of Michael Cascione, a director.

Certain
Legal Proceedings

There
are no legal proceedings that have occurred within the past ten years concerning our directors, or control persons which involved a criminal
conviction, a criminal proceeding, an administrative or civil proceeding limiting one’s participation in the securities or banking
industries, or a finding of securities or commodities law violations.

Oversight

Effective
risk oversight is an important priority of the Company. Because risks are considered in virtually every business decision, the Directors’
approach to risk oversight includes understanding the critical risks in the Company’s business and strategy, evaluating the Company’s
risk management processes, allocating responsibilities for risk oversight among the full Board of Directors, and fostering an appropriate
culture of integrity and compliance with legal responsibilities.

Corporate
Governance

The
Company promotes accountability for adherence to honest and ethical conduct; endeavors to provide full, fair, accurate, timely and understandable
disclosure in reports and documents that the Company files with the SEC and in other public communications made by the Company; and strives
to be compliant with applicable governmental laws, rules and regulations. The Company has not formally adopted a written code of business
conduct and ethics that governs the Company’s employees, officers and Directors as the Company is not required to do so. Prior
to the establishment of an audit committee, our Board was responsible for reviewing and making recommendations concerning the selection
of outside auditors, reviewing the scope, results and effectiveness of the annual audit of the Company’s financial statements and
other services provided by the Company’s independent public accountants. With the establishment of the audit committee, the audit
committee will perform this and other functions, assisting the Board in fulfilling its oversight responsibilities.

Code
of Ethics

The
Company has not adopted a code of ethics.

Director
of Operations .

Sergey
Kats. Sergey Kats has started his employment with the Company as the director of operations on April 5, 2021. Prior to joining the
Company as the director of operations, Mr. Kats has worked in major business banking institutions. From March 2019 to March 2021, Mr.
Kats served as Vice President Senior Bank Business Banker at Capital One Bank. From March 2012 to March 2019, he was employed with JP
Morgan Chase Bank, starting as a Business Banker and becoming a Vice President Business Relationship Manager. Mr. Kats received his Associate
Degree in Business Administration at Nassau Community College in May 2007. We do not have a written employment agreement with Mr. Kats,
but the Company made an oral arrangement to pay Sergey Kats an annual salary in the amount of $160,000. In addition, the Company issued
100,000 shares of its Common Stock to Mr. Kats upon his employment as a bonus.

Advisors

In
addition to the management team, the Company has developed an advisory team that supports the Company and provides guidance and credibility
and contacts as needed. The advisors do not receive compensation for their assistance to the Company. The advisors include:

Anthony
Cascione. Anthony Cascione is a lifetime member of the vending industry and a partner in Group C. As the director of operations of
Route Drive and Manager and a specialist in operations and logistics, Mr. Cascione’s deployment of cloud-based management and telemetry
systems have helped CC Vending become one of the East Coast’s largest independent operators, with over 15,000 machines in a four-state
area. He has similarly expanded Group C’s Micro Market facilities, which now operate throughout the region. Of particular note,
is the 10-year extension of the New York City Department of Education contract, which was credited to Mr. Cascione’s management
of the account and his stewardship throughout the renewal process. At the present time, there are over 3,000 machines operating in 1,400
schools. Mr. Cascione is committed to the continued growth of Group C and its various companies. His knowledge of the industry and passion
for innovation, along with his leadership, has provided the structure and strategy to continue its expansion in both operations and geography.
Anthony Cascione is the son of Michael Cascione.

Oleg
Kaplun. In 2010, Mr. Kaplun started a food distribution company in New York to service specialty and ethnic markets. He has continued
to grow his company by expanding the customer base and introducing products from all over the world. He has increased truck fleet by
6-fold and continues to seek new opportunities by branching out in other markets. Currently, the assortment of the products that his
company offers is up to 2500 SKU’s. Before founding his distribution company, Mr. Kaplun ran a national distribution company in
Israel and was instrumental in building a multinational distribution network.

Item
11. | Executive
Compensation

Summary
Compensation

Name and principal position | Year | Compensation ($) | Bonus ($) | Stock awards ($) | Option awards ($) | Nonequity incentive plan compensation ($) | Nonqualified deferred compensation earnings ($) | Total ($) | All other compensation ($) | Total ($)
(a) | (b) | (c) | (d) | (e) | (f) | (g) | (h) | (i) | (j)
Paul Adler | 2021 | 295,000 | 295,000
CEO, | 2020 | 210,000 | 210,000 | 210,000
President
(1) | This compensation was paid
to Paul Adler from the Company’s wholly-owned subsidiary, GDHI. The Company anticipates that it will continue paying such compensation
to Mr. Adler with annual increases as approved by the Board. The Company may choose to pay an additional salary or stock to its executive
management in the future.

No
retirement, pension, profit sharing, insurance programs, long-term incentive plans or other similar programs have been adopted by us
for the benefit of our employees. We had no outstanding equity awards as of the date of this Report.

There
were no outstanding equity awards made to any officers or directors as of December 31, 2020.

Employment
Agreements, Termination of Employment, Change-in-Control Arrangements

The
Company has not entered into any employment agreements with any officers or key personnel. In connection with Mr. Kats’ employment,
the Company orally agreed to provide to Sergey Kats an annual cash salary of $160,000. As of the date of this Report, the Company has
two employees, including Paul Adler, a director and the sole officer and the director of operations. There
are no compensation plans or arrangements, including payments to be made by us, with respect to Paul Adler that would result from the
resignation, retirement or any other termination.

The
Company does not have any change-in-control agreements with any of its executive officers.

22
Item 12. | Security Ownership of
Certain Beneficial Owners and Management and Related Stockholder Matters (1)

The
following table lists, as of March 9, 2022, the number of shares of Common Stock beneficially owned by (i) each person, entity
or group (as that term is used in Section 13(d)(3) of the Exchange Act) known to the Company to be the beneficial owner of more than
5% of the outstanding Common Stock; (ii) each of our directors (iii) each of our Named Executive Officers and (iv) all executive officers
and directors as a group. Information relating to beneficial ownership of Common Stock by our principal stockholders and management is
based upon information furnished by each person using “beneficial ownership” concepts under the rules of the SEC. Under these
rules, a person is deemed to be a beneficial owner of a security if that person directly or indirectly has or shares voting power, which
includes the power to vote or direct the voting of the security, or investment power, which includes the power to dispose or direct the
disposition of the security. The person is also deemed to be a beneficial owner of any security of which that person has a right to acquire
beneficial ownership within 60 days. Under the SEC rules, more than one person may be deemed to be a beneficial owner of the same securities,
and a person may be deemed to be a beneficial owner of securities as to which he or she may not have any pecuniary interest. The Company
does not have any compensation plans. Except as noted below, each person has sole voting and investment power with respect to the shares
beneficially owned and each shareholder’s address is c/o Global Diversified Marketing Group Inc, 4042 Austin Boulevard, Suite B,
Island Park, New York 11558.

The
percentages below are calculated based on 14,488,256 shares of Common Stock issued and outstanding as of March 9, 2021.

Name and Position | Shares Owned | Percent of Class
Paul Adler President, CFO, Director | 12,375,200 | (1) | 85.4 | % (1)
James Curtis Donegan, Director | 35,000 | *
Michael Cascione, Director | 25,000 | *
Sandra G. Williams, Director | 25,000 | *
David Natan, Director | 50,000 | *
All Officers and Directors as a Group (5 person) | 12,510,200 | 86.3 | %

*
Less than 1%

(1) | Includes 650,000 shares
held by Mr. Adler’s spouse.

The
following table sets forth as of the date of this Annual Report, each person known by the Company to be an officer or director of the
Company or a beneficial owner of five percent or more of the Company’s Series A Super Voting Preferred Stock.

Name and Position | Shares Owned | Percent of Class
Paul Adler, President, CEO and Director | 1,000 | 100 | %

Each
share of Series A Preferred votes with the Common Stock and has 100,000 votes. Accordingly, Mr. Adler has an additional 100,000,000 votes
in addition to his 12,375,200 shares of Common Stock and together has an aggregate of 112,375,200 voting share equivalents equaling more
than 98.1% of the voting power of our stock.

Item 13. | Certain Relationships
and Related Transactions and Director Independence

The
following is a description of transactions since January 1, 2020 to which we have been a party, in which the amount involved exceeded
or will exceed $120,000, and in which any of our directors, executive officers or holders of more than 5% of our capital stock, or an
affiliate or immediate family member thereof, had or will have a direct or indirect material interest.

During
the years ended December 31, 2021 and 2020, the Company paid an annual salary to Paul Adler, the Company’s Chief Financial Officer
and President, in the amount of $_295,000___ and $210,000, respectively, for the services provided to the Company by Mr. Adler.

On
April 5, 2021, the Company hired Sergey Kats as the director of operations, and agreed to pay an annual salary in the amount of $160,000
to Mr. Kats for his services as the director of operations to be provided to the Company. In connection with his employment, the Company
also issued to Mr. Kats an aggregate of 100,000 restricted shares of Common Stock, valued at $0.0001 per share or $10.00.

Item 14. | Principal Accounting
Fees and Services. Audit Fees

The
aggregate fees incurred for each of the last two years for professional services rendered by the independent registered public accounting
firm for the audits of the Company’s annual financial statements and review of financial statements included in the Company’s
Form 10-K and Form 10-Q reports and services normally provided in connection with statutory and regulatory filings or engagements were
as follows:

December 31, 2021 | December 31, 2020
Audit-Related Fees | $ | 38,340 | 30,500

The
Company does not currently have an audit committee serving and as a result, its board of directors performs the duties of an audit committee.
The board of directors will evaluate and approve in advance, the scope and cost of the engagement of an auditor before the auditor renders
audit and non-audit services. The Company does not rely on pre-approval policies and procedures.

PART
IV

Item 15. | Exhibits, Financial
Statement, Schedules

EXHIBITS:

3.1 | Certificate
of Incorporation (incorporated by reference to Exhibit 3.1 of the Company’s Registration Statement on Form 10-12G, filed with
the Securities and Exchange Commission on January 19, 2018)
3.2 | Bylaws
(incorporated by reference to Exhibit 3.2 of the Company’s Registration Statement on Form 10-12G filed with the Securities
and Exchange Commission on January 19, 2018)
3.3 | Sample
stock certificate (filed as exhibit to the Form 10-12G filed 1-19-2018)
3.4 | Certificate
of Amendment to the Certificate of Incorporation of the Company – (incorporated by reference to Exhibit 3.4 of
the Company’s annual report on Form 10-K for the fiscal year ended December 31, 2019)
3.5 | Certificate
of Designations, Preferences, and Rights of Series A Super Voting Preferred Stock, dated February 24, 2020 (incorporated by reference
to Exhibit 3.1 of the Company’s Current Report on Form 8-K, filed with the Securities and Exchange Commission dated March 2,
2020.
4.1* | Description
of Securities
10.1 | Agreement and Plan of Reorganization by and among the Company, Global Diversified Holdings, Inc., and the sole shareholder of Global Diversified Holdings, Inc. (incorporated by reference to Exhibit 2.1 of the Company’s Current Report on Form 8-K, filed with the Securities and Exchange Commission dated December 3, 2018)
10.2 | Equity
Purchase Agreement, dated as of November 2, 2021, between the Company and Williamsburg Venture Holdings, LLC (incorporated by reference
to Exhibit 10.1 on the Company’s Current Report on Form 8-K, filed with the Securities and Exchange Commission dated November
8, 2021)
10.3 | Registration
Rights Agreement, dated as of November 2, 2021, between Global Diversified Marketing Inc. and Williamsburg Venture Holdings, LLC
(incorporated by reference to Exhibit 10.2 on the Company’s Current Report on Form 8-K, dated November 8, 2021)
21.1* | Subsidiaries
of the Registrant
31.1* | Certification
of Chief Executive and Chief Financial Officer, pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 302 of the Sarbanes-Oxley
Act of 2002.
32.1 | Certification
of Chief Executive and Chief Financial Officer, pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley
Act of 2002.
101.INS* | Inline
XBRL Instance Document
101.SCH* | Inline
XBRL Schema Document
101.CAL* | Inline
XBRL Calculation Linkbase Document
101.LAB* | Inline
XBRL Label Linkbase Document
101.PRE* | Inline
XBRL Presentation Linkbase Document
101.DEF* | Inline
XBRL Definition Linkbase Document
104 | Cover Page Interactive Data File (embedded within the Inline XBRL document)

*
Filed herewith

ITEM
16. FORM 10–K SUMMARY

None.

GLOBAL
DIVERSIFIED MARKETING GROUP INC.

FINANCIAL
STATEMENTS

DECEMBER
31, 2021

GLOBAL
DIVERSIFIED MARKETING GROUP INC.

TABLE
OF CONTENTS

DECEMBER
31, 2021

Reports
of Independent Registered Public Accounting Firm (PCAOB ID No. 5041 ) | F-2
Consolidated Balance Sheets as of December 31, 2021 and 2020 | F-3
Consolidated Statements of Operations for the years ended December 31, 2021 | F-4
Consolidated Statement of Stockholders’ Deficit for the years ended December 31, 2021 and 2020 | F-5
Consolidated Statements of Cash Flows for the years ended December 31, 2021 and 2020 | F-6
Notes to the Consolidated Financial Statements | F-7 - F-11
F- 1

Report
of Independent Registered Public Accounting Firm

To
the shareholders and the board of directors of Global Diversified Marketing Group, Inc.

Opinion
on the Financial Statements

We
have audited the accompanying consolidated balance sheets of Global Diversified Marketing Group, Inc. (the “Company”) as
of December 31, 2021 and 2020, the related statements of operations, stockholders’ equity (deficit), and cash flows for the years
then ended, and the related notes (collectively referred to as the “financial statements”). In our opinion, the financial
statements present fairly, in all material respects, the financial position of the Company as of December 31, 2021 and 2020, and the
results of its operations and its cash flows for the years then ended, in conformity with accounting principles generally accepted in
the United States.

Substantial
Doubt about the Company’s Ability to Continue as a Going Concern

The
accompanying financial statements have been prepared assuming that the Company will continue as a going concern. As discussed in Note
2 to the financial statements, the Company’s significant operating losses raise substantial doubt about its ability to continue
as a going concern. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.

Basis
for Opinion

These
financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on the Company’s
financial statements based on our audit. We are a public accounting firm registered with the Public Company Accounting Oversight Board
(United States) (“PCAOB”) and are required to be independent with respect to the Company in accordance with the U.S. federal
securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We
conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Company
is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits
we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion
on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion.

Our
audit included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or
fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding
the amounts and disclosures in the financial statements. Our audit also included evaluating the accounting principles used and significant
estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audit provides
a reasonable basis for our opinion.

/s/
BF Borgers CPA PC

BF
Borgers CPA PC

We
have served as the Company’s auditor since 2017.

Lakewood,
CO

March
11, 2022

F- 2

Global
Diversified Marketing Group, Inc.

Consolidated
Balance Sheets

December 31, | December 31,
2021 | 2020
ASSETS
Current assets:
Cash and cash equivalents | $ | 312,574 | $ | 62,555
Accounts receivable | 174,579 | 134,570
Prepaid expenses | 51,984 | 31,444
Inventory | 664,337 | 350,615
Other assets | 999 | 10,890
Total current assets | 1,204,472 | 590,074
Property and equipment, net | 833 | 1,389
Operating lease right of use assets | 80,271 | 14,257
Other assets-security deposit | 1,600 | 1,600
Total assets | $ | 1,287,175 | $ | 607,320
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts payable and accrued expense | 491,684 | $ | 472,514
Current portion of operating lease payable | 13,508 | 15,732
Government loans payable | 529,065 | 149,900
Loans payable | 37,807 | 20,540
Lease liabilities | 66,763 | -
Total current liabilities | 1,072,063 | 658,686
Total liabilities | 1,138,826 | 658,686
Commitments and contingencies
Stockholders’ Equity(Deficit):
Preferred stock, Series A $ 0.0001 par value, 1,000,000 shares authorized, 1,000 issued and outstanding | - | -
Common stock, $ 0.0001 par value, 100,000,000 shares authorized; 14,473,256 and 13,132,518 issued and outstanding as of December 31, 2021 and December 31, 2020, respectively | 1,447 | 1,313
Additional paid-in capital | 27,688,665 | 26,267,208
Accumulated deficit | ( 27,543,659 | ) | ( 26,329,779 | )
Accumulated other comprehensive income | 1,895 | 9,892
Total stockholders’ equity(deficit) | 148,349 | ( 51,366 | )
Total liabilities and equity | $ | 1,287,175 | $ | 607,320

The accompanying notes are an integral part of the
consolidated financial statements.

F- 3

Global
Diversified Marketing Group, Inc.

Consolidated
Statements of Operations

Year | Year
Ended | Ended
December
31, | December
31,
2021 | 2020
Sales, net | $ | 2,665,017 | $ | 1,660,726
Cost of goods sold | 1,629,116 | 999,911
Gross
margin | 1,035,901 | 660,815
Operating expenses:
General
and administrative expense -related party | - | 26,020,400
Payroll
and taxes | 657,760 | 241,018
Legal
and professional fees | 1,041,542 | 242,892
Rent | 21,254 | 16,225
Selling,
general and administrative and expenses | 516,623 | 301,126
Total
operating expenses | 2,237,178 | 26,821,661
Income
(loss) from operations | ( 1,201,278 | ) | ( 26,160,846 | )
Other (expense)
Interest
expense | ( 12,601 | ) | ( 34,299 | )
Miscellaneous
income | - | 40,084
Total
other (expense) | ( 12,601 | ) | 5,785
Income
(loss) before income taxes | ( 1,213,879 | ) | ( 26,155,061 | )
Provision for income taxes
(benefit) | - | -
Net loss | $ | ( 1,213,879 | ) | $ | ( 26,155,061 | )
Basic and diluted earnings
(loss) per common share | $ | ( 0.09 | ) | $ | ( 2.00 | )
Weighted-average number of
common shares outstanding:
Basic
and diluted | 14,011,246 | 13,076,590
Comprehensive income (loss):
Net income(loss) | $ | ( 1,213,879 | ) | ( 26,155,061 | )
Unrealized gain on foreign exchange | 7,997 | 9,892
Comprehensive income (loss) | $ | ( 1,205,882 | ) | $ | ( 26,145,169 | )

The
accompanying notes are an integral part of the consolidated financial statements.

F- 4

Global
Diversified Marketing Group, Inc.

Consolidated
Statements of Changes in Stockholders’ Equity

Accumulated
Additional | Other | Total
Preferred Stock | Common Stock | Paid-in | Accumulated | Comprehensive | Stockholders’
Shares | Value | Shares | Value | Capital | Deficit | Income(Loss) | Equity
Balance, December 31, 2019 | - | $ | - | 13,010,200 | $ | 1,301 | $ | 78,169 | $ | ( 174,718 | ) | $ | - | $ | ( 95,248 | )
Issuance of super-voting preferred stock | 1,000 | 26,020,400 | 26,020,400
Common stock issued for services | 122,318 | 12 | 168,639 | 168,651
Change in foreign currency trnaslation | 9,892 | 9,892
Net income (loss) | ( 26,155,061 | ) | ( 26,155,061 | )
Balance, December 31, 2020 | 1,000 | $ | - | 13,132,518 | $ | 1,313 | 26,267,208 | ( 26,329,779 | ) | $ | 9,892 | $ | ( 51,366 | )
Accumulated
Additional | Other | Total
Preferred Stock | Common Stock | Paid-in | Accumulated | Comprehensive | Stockholders’
Shares | Value | Shares | Value | Capital | Deficit | Income(Loss) | Equity
Balance, December 31, 2020 | 1,000 | $ | - | 13,132,518 | $ | 1,313 | $ | 26,267,208 | $ | ( 26,329,779 | ) | $ | 9,892 | $ | ( 51,366 | )
Common stock issued for services | 925,110 | 93 | 1,121,499 | 1,121,591
Common stock issued in private placements | 415,628 | 42 | 299,958 | 300,000
Net income(loss) | ( 1,213,879 | ) | ( 1,213,879 | )
Change in foreign currency translation | ( 7,997 | ) | ( 7,997 | )
Balance, December 31, 2021 | 1,000 | $ | - | 14,473,256 | $ | 1,447 | $ | 27,688,665 | $ | ( 27,543,659 | ) | $ | 1,895 | $ | 148,349

The accompanying notes are an integral part of the consolidated financial statements.

F- 5

Global
Diversified Marketing Group, Inc.

Consolidated
Statements of Cash Flows

Year | Year
Ended | Ended
December 31, | December 31,
2021 | 2020
Cash flows from operating activities
Net income (loss) | $ | ( 1,213,879 | ) | $ | ( 26,155,061 | )
Adjustments to reconcile net loss to cash used in operating activities:
Depreciation | 556 | 556
Stock-based compensation | 26,020,400
Common stock issued for services | 1,121,592 | 168,529
Changes in operating assets and liabilities:
Accounts receivable | ( 40,009 | ) | ( 82,286 | )
Prepaid expenses | ( 20,539 | ) | 2,732
Right of use assets | ( 66,014 ) | 16,220
Inventory | ( 313,722 | ) | ( 126,240 | )
Other assets | 9,892 | ( 6,507 | )
Operating lease payable | 64,539 | ( 20,517 | )
Accounts payable and accrued expenses | 19,170 | 140,577
Net cash provided by (used in) operating activities | ( 438,415 | ) | ( 41,597 | )
Cash flows from financing activities:
Increase (decrease) in loans payable, net | 17,267 | ( 77,931 | )
Proceeds from private placements | 300,000
Government loans | 379,165 | 149,900
Net cash provided by (used in) financing activities | 696,432 | 71,969
Effect of exchange rates on cash and cash and cash equivalents | ( 7,997 | ) | 9,892
Net increase (decrease) in cash and cash equivalents | 258,017 | 30,372
Cash and cash equivalents at beginning of period | 62,555 | 22,291
Cash and cash equivalents at end of period | $ | 312,574 | $ | 62,555
Supplemental disclosure of cash flow information:
Cash paid for interest | $ | 12,601 | $ | 34,299
Cash paid for income taxes | $ | - | $ | -

The
accompanying notes are an integral part of the consolidated financial statements.

F- 6

GLOBAL
DIVERSIFIED MARKETING GROUP INC. NOTES

TO
THE CONSOLIDATED FINANCIAL STATEMENTS

DECEMBER
31, 2021

NOTE
1 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Nature
of Business

Global
Diversified Marketing Group Inc. (the “Company”), formerly known as Dense Forest Acquisition Corporation, was incorporated
in Delaware on December 1, 2017 , and changed its name on June 13, 2018, as part of a change in control. As part of the change in control,
its then officers and directors resigned and contributed back to the Company 19,500,000 shares of the 20,000,000 outstanding shares of
its common stock, and appointed new officers and directors. On June 14, 2018, the new management of the Company issued 12.500,000 shares
of its common stock to Paul Adler, the then president of the Company.

On
November 26, 2018, the Company effected the acquisition of Global Diversified Holdings, Inc. (“GDHI”), a private New York
company owned by the Company’s president, with the issuance of 200 shares of the Company’s common stock in exchange for all
of the outstanding shares of GDHI. GDHI became a wholly-owned subsidiary of the Company, and its activity for the years 2021 and 2020
is reflected in these financial statements along with the expenses of the Company.

Prior
to the acquisition of GDHI, the Company had no business and no operations. Pursuant to the acquisition, the Company acquired the operations
and business plan of GDHI, which imports and sells snack food products. For accounting purposes, GDHI is considered to be the acquirer,
and the equity is presented as if the business combination had occurred on January 1, 2017.

Basis
of Presentation

The
financial statements of the Company have been prepared in accordance with generally accepted accounting principles in the United States
of America and are presented in US dollars. Certain prior year amounts have been reclassified to conform to the presentation in the current
year. The Company has adopted a December 31 year-end.

Principles
of Consolidation

The
accompanying consolidated financial statements include the accounts of the Company and its wholly-owned subsidiary. All intercompany
accounts and transactions have been eliminated in consolidation.

Fair
Value of Financial Instruments

The
Company’s financial instruments consist of cash, accounts receivable from customers, accounts payable, and loans payable. The carrying
amounts of these financial instruments approximates fair value due either to length of maturity or interest rates that approximate prevailing
market rates unless otherwise disclosed in these financial statements.

Use
of Estimates

The
preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires
management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the balance sheet.
Actual results could differ from those estimates.

F- 7

Stock-Based
Compensation

The
Company accounts for stock-based compensation using the fair value method following the guidance outlined in Section 718-10 of the FASB
Accounting Standards Codification for disclosure about Stock-Based Compensation. This Section requires a public entity to measure the
cost of employee services received in exchange for an award of equity instruments based on the grant-date fair value of the award (with
limited exceptions). That cost will be recognized over the period during which an employee is required to provide service in exchange
for the award- the requisite service period (usually the vesting period). No compensation cost is recognized for equity instruments for
which employees do not render the requisite service. During the years ended December 31, 2021 and December 31, 2020 stock-based compensation
was $ 1,121,952 and $ 168,529 respectively.

Cash
and Cash Equivalents

The
Company considers all highly liquid investments with the original maturities of three months or less to be cash equivalents. On December
31, 2021, and 2020, the Company had $ 312,574 and $ 62,555 of cash.

Factoring

The
Company accounts for the transfer of our accounts receivable to a third party under a factoring agreement in accordance with ASC 860-10-40-5
“ Transfers and Servicing ”. ASC 860-10 requires that several conditions be met in order to present the transfer of
accounts receivable as a sale. Even though we have isolated the transferred (sold) assets and we have the legal right to transfer our
assets (accounts receivable) we do not meet the third test of effective control since our accounts receivable sales agreement with the
factor requires us to be liable in the event of default by one of our customers. Because we do not meet all three conditions, we do not
qualify for sale treatment and our debt incurred with respect to the sale of our accounts receivable is presented as a loan payable in
on our consolidated balance sheet. As of December 31, 2021 and 2020, the amounts due to factors were $- 0 - and $ 20,540 respectively.

Accounts
Receivable

Accounts
receivable are generated from sales of snack food products to retail outlets throughout the United States. The Company performs ongoing
credit evaluations of its customers and adjusts credit limits based on customer payment and current creditworthiness, as determined by
review of their current credit information. The Company continuously monitors credit limits for its customers and maintains a provision
for estimated credit losses based on its historical experience and any specific customer issues that have been identified. An allowance
for doubtful; accounts are provided against accounts receivable for amounts management believes may be uncollectible. The Company historically
has not had issues collecting on its accounts receivable from its customers. The Company factors certain of its receivables to improve
its cash flow.

Bad
debt expense for the years ended December 31, 2021, and 2020 was $ 0 and $ 0 , respectively; the allowance for doubtful accounts on December
31, 2021, and 2020 was $ 0 .

Inventory

Inventory
consists of snack food products and packaging supplies, and are stated at the lower of cost or market.

Property
and Equipment

Property
and equipment are stated at cost, net of accumulated depreciation. Depreciation is calculated using the straight-line method over the
estimated useful life of the assets. Maintenance, repairs, and renewals that do not materially add to the value of the equipment nor
appreciably prolong its useful life are charged to expense as incurred.

Revenue
Recognition

Beginning
January 1, 2018, the Company implemented ASC 606, Revenue from Contracts with Customers. Although the new revenue standard is expected
to have an immaterial impact, if any, on our ongoing net income, we did implement changes to our processes related to revenue recognition
and the control activities within them. These included the development of new policies based on the five-step model provided in the new
revenue standard, ongoing contract review requirements, and gathering of information provided for disclosures.

F- 8

The
Company recognizes revenue from product sales or services rendered when control of the promised goods are transferred to our clients
in an amount that reflects the consideration to which we expect to be entitled in exchange for those goods and services. To achieve this
core principle we apply the following five steps: identify the contract with the client, identify the performance obligations in the
contract, determine the transaction price, allocate the transaction price to performance obligations in the contract and recognize revenues
when or as the Company satisfies a performance obligation.

Advertising
and Marketing Costs

The
Company’s policy regarding advertising and marketing is to record the expense when incurred. The Company incurred advertising and
marketing expenses of $ 173,741 and $ 93,805 during the years ended December 31, 2021, and 2020, respectively.

Impairment
of Long-Lived Assets

The
Company continually monitors events and changes in circumstances that could indicate carrying amounts of long-lived assets may not be
recoverable. When such events or changes in circumstances are present, the Company assesses the recoverability of long-lived assets by
determining whether the carrying value of such assets will be recovered through undiscounted expected future cash flows. If the total
of the future cash flows is less than the carrying amount of those assets, the Company recognizes an impairment loss based on the excess
of the carrying amount over the fair value of the assets. Assets to be disposed of are reported at the lower of the carrying amount or
the fair value less costs to sell.

Income
Taxes

Income
taxes are computed using the asset and liability method. Under the asset and liability method, deferred income tax assets and liabilities
are determined based on the differences between the financial reporting and tax bases of assets and liabilities and are measured using
the currently enacted tax rates and laws. A valuation allowance is provided for the amount of deferred tax assets that, based on available
evidence, are not expected to be realized.

The
Company’s income tax returns are open for examination for up to the past three years under the statute of limitations. There are
no tax returns currently under examination.

Comprehensive
Income

The
Company has established standards for reporting and display of comprehensive income, its components, and accumulated balances. When applicable,
the Company would disclose this information on its Statement of Stockholders’ Equity. Comprehensive income comprises equity except
those resulting from investments by owners and distributions to owners. During the year ended December 31, 2021 the Company had a balance
of $ 1,895 in accumulated other comprehensive income which arose from unrealized gain due to foreign currency fluctuations.

Basic
Income (Loss) Per Share

Basic
income (loss) per share has been calculated based on the weighted average number of shares of common stock outstanding during the period.

Recent
Accounting Pronouncements

The
Company does not expect the adoption of recently issued accounting pronouncements to have a significant impact on the Company’s
results of operations, financial position, or cash flow.

F- 9

NOTE
2 GOING CONCERN

As
of December 31, 2021, the Company had cash and cash equivalents of $ 312,574 and had an accumulated deficit of $ 27,543,659 .
These conditions raise substantial doubt about the Company’s ability to continue as a going concern. The consolidated financials
have been prepared assuming that the Company will continue as a going concern and, accordingly, do not include any adjustments that might
result from the outcome of this uncertainty. If the Company is, in fact, unable to continue as a going concern, the shareholders may
lose some or all of their investment in the Company.

NOTE
3 – CAPITAL STOCK

The
Company has 100,000,000 shares of $ .0001 par value common stock authorized. The Company had 14,473,256 and 13,132,518 shares of common
stock issued and outstanding as of December 31, 2021, and December 31, 2020, respectively.

2020
Common Stock Issuances

During
the year ended December 31, 2020, the Company issued the following shares:

On
February 26, 2020, the Company issued 60,000 restricted common shares to a consultant and recorded a charge of $ 120,000 .

On
July 30, 2020, the Company issued 12,000 restricted common shares to an investment banking firm and recorded a charge of $ 12,600 .

On
August 14, 2020, the Company issued 30,000 shares to an investment banking firm and recorded a charge of $ 22,503 .

On
August 19, 2020, the Company issued 15,000 restricted common shares to a consultant and recorded a charge of $ 11,252 .

On
December 28, 2020 the Company issued 5,318 shares to a consultant and recorded a charge of $ 2,296 .

All
of these charges were recorded as “professional fees” on the Company’s Consolidated Statements of Operations during
the year months ended December 31, 2020.

2021
Common stock Issuances

During
the year ended December 31, 2021, the Company issued a total of 1,340,738 shares as follows:

Services

800,110 shares were issued for services to consultants and one employee. These shares were valued at $ 871,341

125,000 shares were awarded to four independent directors and were valued at $ 250,250 .

These
charges amounting to $ 1,121,591 were recorded as $ 932,591 in “professional fees” and $ 189,000 in payroll on the Company’s
Consolidated Statements of Operations during the year ended December 31, 2021.

Preferred
Stock

The
Company has 20,000,000 shares of $ .0001 par value preferred stock authorized. On February 24, 2020, the Company filed a Certificate of
Designation for a class of preferred stock designated Class A Super Voting Preferred Stock (“A Stock”). There are 1,000,000 shares of A Stock designated. Each share of such stock shall vote with the common stock and have 100,000 votes. A Stock has no conversion,
dividend, or liquidation rights. Accordingly, the holders of A Stock will, by reason of their voting power, be able to control the affairs
of the Company. The Company has issued 1,000 shares of A Stock to Paul Adler, the company’s Chief Executive Officer, and majority
shareholder giving him effective voting control over the Registrant’s affairs for the foreseeable future.

As
a result of the issuance of super-voting rights enabling him to vote 100,000,000 shares, Mr. Adler has effective voting control of approximately
99% of the Company. In conjunction with the issuance of these 1,000 preferred shares, the Company recorded stock compensation expense,
related party of $ 26,020,400 during the year ended December 31, 2020.

NOTE
4 – RELATED PARTY TRANSACTIONS

During
the years ended December 31, 2021, and 2020, the Company incurred salary expense of $ 298,000 and $ 210,000 respectively, related to services
provided to it by its CEO.

F- 10

NOTE
5 – COMMITMENTS AND CONTINGENCIES

The
Company renewed a 60 -month lease agreement on October 1, 2021, to rent approximately 1500 square feet of office space in Austin Park,
New york. The lease requires monthly payments of $ 1,748 .36 for the first 24 months and after that increases by approximately 3% each
year, and contains one five year renewal option . Rental expenses under this lease for the year ended December 31, 2021, and 2020 was
$ 21,254 and $ 16,255 , respectively. Future minimum lease payments due under this operating lease, including renewal periods, are as follows:

Under
the guidelines of ASC 842, renewal of the lease at the end of its term was not considered probable. The Company record right of use assets
and lease liabilities of $83,415 related to this lease.

NOTE
6 – LOANS PAYABLE

The
Company had various loans outstanding on December 31, 2021, and 2020 – all were short-term in nature, with varying rates of interest
and fees, and no set minimum monthly payments, as follows:

2021 | 2020
Credit Line - BlueVine | - | 14,072
Credit Line – Loan Builder | - | 6,468
Credit Line - Sterling | 37,807 | -
Total loans payable | $ | 37,807 | $ | 20,540

The
credit lines to BlueVine and LoanBuilders were for factoring of receivables. The credit line to Sterling is an unsecured line of credit.

NOTE
7 – INCOME TAXES

For
the period ended December 31, 2020, the Company has incurred net losses and, therefore, has no tax liability. The net deferred tax asset
generated by the loss carry-forward has been fully reserved. The net operating loss carry forward is approximately 409,000 on December
31, 2020.

The
provision for Federal income tax consists of the following on December 31, 2021, and 2020:

2021 | 2020
Federal income tax benefit attributable to:
Current Operations | $ | 48,000 | $ | 33,900
Less: NOL carryforward in 2021, and valuation allowance in 2020 | ( 48,000 | ) | ( 33,900 | )
Net provision for Federal income taxes | $ | - | $ | -

NOTE
8 – CONCENTRATIONS

The
Company does substantially all of its business with 4 customers. These customers accounted for % and 91% of revenues for the years ended
December 31, 2021, and 2020, respectively.

2021 | 2020
Customer A | 27 | 34
Customer B | 24 | 24
Customer C | 21 | 22
Customer D | 17 | 11
Customer E | 10 | -
Total | % | 91 | %

NOTE
9 – SUBSEQUENT EVENTS

In
accordance with ASC 855-10, the Company has analyzed its operations subsequent to December 31, 2020, to the date these financial statements
were issued, and has determined that it does not have any other material subsequent events to disclose in these financial statements.

F- 11

SIGNATURES

Pursuant
to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed
on its behalf by the undersigned thereunto duly authorized.

Pursuant
to the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in
the capacities and on the dates indicated.

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